Board of Directors and Members

This article sets forth best practices for a 501(c)(3) nonprofit corporation to consider when determining the size and composition of its board of directors.

While many nonprofits use the term member to mean supporter, donor, participant or friend, the term “member” actually has a technical definition under Georgia law. Deciding on whether or not your organization should have members in a legal sense is important because it affects who controls the organization. Learn more about what it means to have members in this article.

Does your organization ever work with businesses owned by a board member, Executive Director or employee or someone related to one of those people? Maybe hire a printing company or rent office space from such a person or company? Use a caterer for an event who is married to a Board Member? Has your Executive Director written a book related to the mission of the organization or does he or she receive speaking fees for speeches s/he gives? All of these examples raise potential conflicts of interest issues. Some of these conflicts can put the organization and its decision-makers at risk of penalties.

Most nonprofits have a Conflicts of Interest Policy, but many nonprofits don’t really understand what it covers, how to properly use the policy and how to comply with it. Questions to be asked include: Who is gaining what? Is the organization getting the best deal? Have other options been considered? Who is involved in making the decision? Has the organization documented any of this information or its decision?

During this one hour webcast, our speaker will:

• Explain what a Conflicts of Interest (“COI”) policy and Procedure should include,
• How an organization should use its COI policy and procedure,
• And discuss a variety of examples of potential conflicts and the questions to consider when addressing them.

Presenter: Robyn Miller
Staff Attorney, Pro Bono Partnership of Atlanta

Keeping good minutes in board meetings is more than just a good idea. It’s required! Click here to learn more.

Please note that in addition to the legal disclaimer above, this article contains information that is based, in whole or in part, on the laws of the District of Columbia. As a result, the information may not be appropriate for organizations operating outside the District of Columbia.

Georgia law requires certain nonprofit organizations to allow public access to their records and meetings. Learn who must comply with the Sunshine Laws and what these laws require.

Can the board of directors of a nonprofit organization vote electronically on matter?

Since Enron, the board of directors has been required to take on a greater role in overseeing the financial affairs of a nonprofit organization. All of your board members should read this!

Please note that in addition to the legal disclaimer above, this article contains information that is based, in whole or in part, on the laws of the District of Columbia. As a result, the information may not be appropriate for organizations operating outside the District of Columbia.

Learn about the meaning of the fiduciary duties of care, loyalty and obedience, and some practical suggestions for carrying these out.

The IRS has made it clear that you should have a written conflict of interest policy and it’s a good idea for your organization. Learn how often they should be reporting and the additional compliance steps you need to take.

Please note that in addition to the legal disclaimer above, this article contains information that is based, in whole or in part, on the laws of the District of Columbia. As a result, the information may not be appropriate for organizations operating outside the District of Columbia.

This alert discusses audit committees – what is the committee’s function, who should serve on it and what are the committee’s responsibilities. The alert also has a sample job description for the committee.

Please note that in addition to the legal disclaimer above, this article contains information that is based, in whole or in part, on the laws of the District of Columbia. As a result, the information may not be appropriate for organizations operating outside the District of Columbia.